SEC v. OLD SOUTH TRADING CO., LLC; BRENDAN H. CHURCH; and EDWIN N. CHURCH, No. 6:25-cv-00334, District of South Carolina (July 22, 2025) — Judgment

1
UNITED STATES DISTRICT COURT
DISTRICT OF SOUTH CAROLINA
GREENVILLE DIVISION
SECURITIES AND EXCHANGE COMMISSION,
Plaintiff,
Case No. 6:25-cv-00334-JDA
v.
OLD SOUTH TRADING CO., LLC, BRENDAN H.
CHURCH, and EDWIN N. CHURCH,
Defendants.
FINAL JUDGMENT AS TO BRENDAN H. CHURCH
Th
e Securities and Exchange Commission having filed a Complaint and Defendant
Brendan H. Church (“Defendant”) having entered a general appearance; consented to the Court’s
jurisdiction over Defendant and the subject matter of this action; consented to entry of this Final
Ju
dgment without admitting or denying the allegations of the Complaint (except as to
jurisdiction and except as otherwise provided herein in paragraph V); waived findings of fact and
conclusions of law; and waived
 any right to appeal from this Final Judgment:
I.
I
T IS HEREBY ORDERED, ADJUDGED, AND DECREED that Defendant is
permanently restrained and enjoined from violating Section 5 of the Securities Act of 1933 (the
“Secu
rities Act”) [15 U.S.C. § 77e] by, directly or indirectly, in the absence of any applicable
exemption:

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(a)unless a registration statement is in effect as to a security, making use of any
means or instruments of transportation or communication in interstate commerce or of the mails
to sell such security through the use or medium of any prospectus or otherwise;
(b)unless a registration statement is in effect as to a security, carrying or causing to
be carried through the mails or in interstate commerce, by any means or instruments of
transportation, any such security for the purpose of sale or for delivery after sale; or
(c)making use of any means or instruments of transportation or communication in
interstate commerce or of the mails to offer to sell or offer to buy through the use or medium of
any prospectus or otherwise any security, unless a registration statement has been filed with the
Commission as to such security, or while the registration statement is the subject of a refusal
order or stop order or (prior to the effective date of the registration statement) any public
proceeding or examination under Section 8 of the Securities Act [15 U.S.C. § 77h].
IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that, as provided in
Federal Rule of Civil Procedure 65(d)(2), the foregoing paragraph also binds the following who
receive actual notice of this Final Judgment by personal service or otherwise:  (a) Defendant’s
officers, agents, servants, employees, and attorneys; and (b) other persons in active concert or
participation with Defendant or with anyone described in (a).
II.
IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that pursuant to Section
20(b) of the Securities Act [15 U.S.C. § 77t(b)], Defendant is permanently restrained and
enjoined from, directly or indirectly, including, but not limited to, through any entity owned or
controlled by him, participating in the issuance, purchase, offer, or sale of any security, provided

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however, that such injunction shall not prevent him from purchasing or selling securities for his
own personal account.
IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that, as provided in
Federal Rule of Civil Procedure 65(d)(2), the foregoing paragraph also binds the following who
receive actual notice of this Final Judgment by personal service or otherwise:  (a) Defendant’s
officers, agents, servants, employees, and attorneys; and (b) other persons in active concert or
participation with Defendant or with anyone described in (a).
III.
IT IS HEREBY FURTHER ORDERED, ADJUDGED, AND DECREED that Defendant
is liable for a civil penalty in the amount of $300,000 pursuant to Section 20(d) of the Securities
Act [15 U.S.C. § 77t(d)].  Defendant shall satisfy this obligation by paying $300,000 to the
Securities and Exchange Commission within 30 days after entry of this Final Judgment.
Defendant may transmit payment electronically to the Commission, which will provide
detailed ACH transfer/Fedwire instructions upon request.  Payment may also be made directly
from a bank account via Pay.gov through the SEC website at
http://www.sec.gov/about/offices/ofm.htm
.  Defendant may also pay by certified check, bank
cashier’s check, or United States postal money order payable to the Securities and Exchange
Commission, which shall be delivered or mailed to
Enterprise Services Center
Accounts Receivable Branch
6500 South MacArthur Boulevard
Oklahoma City, OK 73169
 and shall be accompanied by a letter identifying the case title, civil action number, and name of
this Court; Brendan H. Church as a defendant in this action; and specifying that payment is made
pursuant to this Final Judgment.

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Defendant shall simultaneously transmit photocopies of evidence of payment and case
identifying information to the Commission’s counsel in this action.  By making this payment,
Defendant relinquishes all legal and equitable right, title, and interest in such funds and no part
of the funds shall be returned to Defendant.
The Commission may enforce the Court’s judgment for penalties by the use of all
collection procedures authorized by law, including the Federal Debt Collection Procedures Act,
28 U.S.C. § 3001 et seq., and moving for civil contempt for the violation of any Court orders
issued in this action.   Defendant shall pay post judgment interest on any amounts due after 30
days of the entry of this Final Judgment pursuant to 28 U.S.C. § 1961.  The Commission shall
hold the funds, together with any interest and income earned thereon (collectively, the “Fund”),
pending further order of the Court.
The Commission may propose a plan to distribute the Fund subject to the Court’s
approval.  Such a plan may provide that the Fund shall be distributed pursuant to the Fair Fund
provisions of Section 308(a) of the Sarbanes-Oxley Act of 2002.  The Court shall retain
jurisdiction over the administration of any distribution of the Fund and the Fund may only be
disbursed pursuant to an Order of the Court.
Regardless of whether any such Fair Fund distribution is made, amounts ordered to be
paid as civil penalties pursuant to this Judgment shall be treated as penalties paid to the
government for all purposes, including all tax purposes.  To preserve the deterrent effect of the
civil penalty, Defendant shall not, after offset or reduction of any award of compensatory
damages in any Related Investor Action based on Defendant’s payment of disgorgement in this
action, argue that he is entitled to, nor shall he further benefit by, offset or reduction of such
compensatory damages award by the amount of any part of Defendant’s payment of a civil

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penalty in this action (“Penalty Offset”).  If the court in any Related Investor Action grants such
a Penalty Offset, Defendant shall, within 30 days after entry of a final order granting the Penalty
Offset, notify the Commission’s counsel in this action and pay the amount of the Penalty Offset
to the United States Treasury or to a Fair Fund, as the Commission directs.  Such a payment shall
not be deemed an additional civil penalty and shall not be deemed to change the amount of the
civil penalty imposed in this Judgment.  For purposes of this paragraph, a “Related Investor
Action” means a private damages action brought against Defendant by or on behalf of one or
more investors based on substantially the same facts as alleged in the Complaint in this action.
IV.
IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that the Consent of
Defendant Brendan H. Church, dated June 3, 2025, is incorporated herein with the same force
and effect as if fully set forth herein, and that Defendant shall comply with all of the
undertakings and agreements set forth therein.
V.
IT
 IS FURTHER ORDERED, ADJUDGED, AND DECREED that, solely for purposes of
exceptions to discharge set forth in Section 523 of the Bankruptcy Code, 11 U.S.C. § 523, the
allegations in the complaint are true and admitted by Defendant, and further, any debt for
disgorgement, prejudgment interest, civil penalty or other amounts due by Defendant under this
Final Judgment or any other judgment, order, consent order, decree or settlement agreement
entered in connection with this proceeding, is a debt for the violation by Defendant of the federal
securities laws or any regulation or order issued under such laws, as set forth in Section
523(a)(19) of the Bankruptcy Code, 11 U.S.C. § 523(a)(19).

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VI.
IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that this Court shall retain
jurisdiction
of this matter for the purposes of enforcing the terms of this Final Judgment.
July 18, 2025
s/Jacquelyn D. Austin
HONORABLE JACQUELYN D. AUSTIN
UNI
TED STATES DISTRICT JUDGE

1 

UNITED STATES DISTRICT COURT 
DISTRICT OF SOUTH CAROLINA 

GREENVILLE DIVISION 

SECURITIES AND EXCHANGE COMMISSION, 

Plaintiff,
Case No. 6:25-cv-00334-JDA 

v.

OLD SOUTH TRADING CO., LLC, BRENDAN H. 
CHURCH, and EDWIN N. CHURCH, 

Defendants.

FINAL JUDGMENT AS TO BRENDAN H. CHURCH 

The Securities and Exchange Commission having filed a Complaint and Defendant 

Brendan H. Church (“Defendant”) having entered a general appearance; consented to the Court’s 

jurisdiction over Defendant and the subject matter of this action; consented to entry of this Final 

Judgment without admitting or denying the allegations of the Complaint (except as to 

jurisdiction and except as otherwise provided herein in paragraph V); waived findings of fact and 

conclusions of law; and waived any right to appeal from this Final Judgment: 

I. 

IT IS HEREBY ORDERED, ADJUDGED, AND DECREED that Defendant is 

permanently restrained and enjoined from violating Section 5 of the Securities Act of 1933 (the 

“Securities Act”) [15 U.S.C. § 77e] by, directly or indirectly, in the absence of any applicable 

exemption: 

6:25-cv-00334-JDA       Date Filed 07/18/25      Entry Number 36       Page 1 of 6



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(a) unless a registration statement is in effect as to a security, making use of any

means or instruments of transportation or communication in interstate commerce or of the mails 

to sell such security through the use or medium of any prospectus or otherwise; 

(b) unless a registration statement is in effect as to a security, carrying or causing to

be carried through the mails or in interstate commerce, by any means or instruments of 

transportation, any such security for the purpose of sale or for delivery after sale; or 

(c) making use of any means or instruments of transportation or communication in

interstate commerce or of the mails to offer to sell or offer to buy through the use or medium of 

any prospectus or otherwise any security, unless a registration statement has been filed with the 

Commission as to such security, or while the registration statement is the subject of a refusal 

order or stop order or (prior to the effective date of the registration statement) any public 

proceeding or examination under Section 8 of the Securities Act [15 U.S.C. § 77h]. 

IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that, as provided in 

Federal Rule of Civil Procedure 65(d)(2), the foregoing paragraph also binds the following who 

receive actual notice of this Final Judgment by personal service or otherwise:  (a) Defendant’s 

officers, agents, servants, employees, and attorneys; and (b) other persons in active concert or 

participation with Defendant or with anyone described in (a). 

II. 

IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that pursuant to Section 

20(b) of the Securities Act [15 U.S.C. § 77t(b)], Defendant is permanently restrained and 

enjoined from, directly or indirectly, including, but not limited to, through any entity owned or 

controlled by him, participating in the issuance, purchase, offer, or sale of any security, provided 

6:25-cv-00334-JDA       Date Filed 07/18/25      Entry Number 36       Page 2 of 6



3 

however, that such injunction shall not prevent him from purchasing or selling securities for his 

own personal account.  

IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that, as provided in 

Federal Rule of Civil Procedure 65(d)(2), the foregoing paragraph also binds the following who 

receive actual notice of this Final Judgment by personal service or otherwise:  (a) Defendant’s 

officers, agents, servants, employees, and attorneys; and (b) other persons in active concert or 

participation with Defendant or with anyone described in (a). 

III. 

IT IS HEREBY FURTHER ORDERED, ADJUDGED, AND DECREED that Defendant 

is liable for a civil penalty in the amount of $300,000 pursuant to Section 20(d) of the Securities 

Act [15 U.S.C. § 77t(d)].  Defendant shall satisfy this obligation by paying $300,000 to the 

Securities and Exchange Commission within 30 days after entry of this Final Judgment. 

Defendant may transmit payment electronically to the Commission, which will provide 

detailed ACH transfer/Fedwire instructions upon request.  Payment may also be made directly 

from a bank account via Pay.gov through the SEC website at 

http://www.sec.gov/about/offices/ofm.htm.  Defendant may also pay by certified check, bank 

cashier’s check, or United States postal money order payable to the Securities and Exchange 

Commission, which shall be delivered or mailed to  

Enterprise Services Center 
Accounts Receivable Branch 
6500 South MacArthur Boulevard 
Oklahoma City, OK 73169 

 and shall be accompanied by a letter identifying the case title, civil action number, and name of 

this Court; Brendan H. Church as a defendant in this action; and specifying that payment is made 

pursuant to this Final Judgment.   

6:25-cv-00334-JDA       Date Filed 07/18/25      Entry Number 36       Page 3 of 6



4 
 

Defendant shall simultaneously transmit photocopies of evidence of payment and case 

identifying information to the Commission’s counsel in this action.  By making this payment, 

Defendant relinquishes all legal and equitable right, title, and interest in such funds and no part 

of the funds shall be returned to Defendant.   

The Commission may enforce the Court’s judgment for penalties by the use of all 

collection procedures authorized by law, including the Federal Debt Collection Procedures Act, 

28 U.S.C. § 3001 et seq., and moving for civil contempt for the violation of any Court orders 

issued in this action.   Defendant shall pay post judgment interest on any amounts due after 30 

days of the entry of this Final Judgment pursuant to 28 U.S.C. § 1961.  The Commission shall 

hold the funds, together with any interest and income earned thereon (collectively, the “Fund”), 

pending further order of the Court.     

The Commission may propose a plan to distribute the Fund subject to the Court’s 

approval.  Such a plan may provide that the Fund shall be distributed pursuant to the Fair Fund 

provisions of Section 308(a) of the Sarbanes-Oxley Act of 2002.  The Court shall retain 

jurisdiction over the administration of any distribution of the Fund and the Fund may only be 

disbursed pursuant to an Order of the Court.    

Regardless of whether any such Fair Fund distribution is made, amounts ordered to be 

paid as civil penalties pursuant to this Judgment shall be treated as penalties paid to the 

government for all purposes, including all tax purposes.  To preserve the deterrent effect of the 

civil penalty, Defendant shall not, after offset or reduction of any award of compensatory 

damages in any Related Investor Action based on Defendant’s payment of disgorgement in this 

action, argue that he is entitled to, nor shall he further benefit by, offset or reduction of such 

compensatory damages award by the amount of any part of Defendant’s payment of a civil 

6:25-cv-00334-JDA       Date Filed 07/18/25      Entry Number 36       Page 4 of 6



5 

penalty in this action (“Penalty Offset”).  If the court in any Related Investor Action grants such 

a Penalty Offset, Defendant shall, within 30 days after entry of a final order granting the Penalty 

Offset, notify the Commission’s counsel in this action and pay the amount of the Penalty Offset 

to the United States Treasury or to a Fair Fund, as the Commission directs.  Such a payment shall 

not be deemed an additional civil penalty and shall not be deemed to change the amount of the 

civil penalty imposed in this Judgment.  For purposes of this paragraph, a “Related Investor 

Action” means a private damages action brought against Defendant by or on behalf of one or 

more investors based on substantially the same facts as alleged in the Complaint in this action. 

IV. 

IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that the Consent of 

Defendant Brendan H. Church, dated June 3, 2025, is incorporated herein with the same force 

and effect as if fully set forth herein, and that Defendant shall comply with all of the 

undertakings and agreements set forth therein. 

V.  

IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that, solely for purposes of 

exceptions to discharge set forth in Section 523 of the Bankruptcy Code, 11 U.S.C. § 523, the 

allegations in the complaint are true and admitted by Defendant, and further, any debt for 

disgorgement, prejudgment interest, civil penalty or other amounts due by Defendant under this 

Final Judgment or any other judgment, order, consent order, decree or settlement agreement 

entered in connection with this proceeding, is a debt for the violation by Defendant of the federal 

securities laws or any regulation or order issued under such laws, as set forth in Section 

523(a)(19) of the Bankruptcy Code, 11 U.S.C. § 523(a)(19). 

6:25-cv-00334-JDA       Date Filed 07/18/25      Entry Number 36       Page 5 of 6



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VI. 

IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that this Court shall retain 

jurisdiction of this matter for the purposes of enforcing the terms of this Final Judgment. 

July 18, 2025

s/Jacquelyn D. Austin 
HONORABLE JACQUELYN D. AUSTIN 
UNITED STATES DISTRICT JUDGE 

6:25-cv-00334-JDA       Date Filed 07/18/25      Entry Number 36       Page 6 of 6